GERMAN-AMERICAN CLUB SINCE 1888
Arion Singing Society
SANTA CRUZ, CALIFORNIA
ARTICLES OF INCORPORATION
Revised April 1976
transcribed by John R Pierce, January 2020
I. Articles of Incorporation
The name of this corporation shall be SANTA CRUZ ARION SINGING SOCIETY, which is a corporation of the State of California.
This corporation is formed for social and recreational purposes, and is a corporation which does not contemplate pecuniary gain or profit to the members thereof.
The county in this state where the principal office for the transaction of the business of the corporation is located shall be the County of Santa Cruz.
The persons who are to act in the capacity of directors are the officers of the corporation, constituted as follows: President, Vice President, Secretary, Treasurer, and 2 (two) Trustees.
The conditions for membership, the categories of membership, and the rights and duties of members shall be determined by the bylaws of the corporation.
In case of dissolution of this corporation, the property of the corporation shall be placed in trust with a legal Trust Company until such time as twenty-five persons shall gather together who can fulfill the qualifications as stated in these Articles and Bylaws, and to them, after having incorporated on this same basis, shall be turned over said property.
The bylaws of the corporation may provide for an increase of its directors, but the corporation shall never have less than three nor more than eleven directors.
The bylaws of the corporation may be amended or any of them repealed either by the written consent of the majority of the members or at a meeting of the members called for the purpose of amending the bylaws, provided, that a majority of the members present shall approve the proposed amendment or repeal and that not less than a quorum shall be present at such meeting., For the purpose of a meeting called to amend or repeal bylaws fifteen members shall be considered a quorum. If a meeting is called to amend the bylaws, the call must expressly state what amendment is proposed.
II PREAMBLE TO BYLAWS
The Arion Singing Society of Santa Cruz was formally organized January 8, 1888 and incorporated May 24, 1890. It represents one of the oldest organized societies in the County of Santa Cruz. The society was composed of members of German descent and a speaking knowledge of German was required for membership.
In more recent years this requirement has been relaxed and the minutes of the meetings have been kept in the English language. The society's primary goal has been the preservation and furthering of German culture and language in word, song, and social custom. Over the years the members of the society have been engaged in a variety of activities which include organized singing, gymnastics, social affairs, travel, and similar endeavors.
All members are expected to uphold and further these common goals, which are protected by these bylaws.
The official language of the organization shall be English. However, the use of the German language is encouraged in all aspects of the activities of the organization.
The organization is incorporated in the State of California under the name "Santa Cruz Arion Singing Society", and is registered pursuant to general non-profit laws.
In order to allow for maximum diversion of interests and activities within this organization, the society as a whole may also be known as the "Santa Cruz German American Club".
The purpose of the society is the cultivation of music through singing and similar musical endeavors, of other forms of art, of education, and of various social activities in accordance with the original intent of the organization. The format of special activity and interest groups (SECTIONS) within the organization is to be encouraged.
Membership is a privilege. Membership in the organization is open to any individual age eighteen or older. The applicant must be of good moral character and in good standing in the community.
Section II. Categories of Membership
1. Regular Members
All members are encouraged to participate in the management and affairs of the organization through attendance at meetings and at various activities, and in the sharing of duties and responsibilities.
Members may be called upon by the president to help with certain activities and functions related to the club's activities. All members have the right to vote and may be elected to office.
2. Honorary Members
Honorary members are members thus designated by the membership for reasons of outstanding service and contribution to the society. They have all privileges of regular members.
Section III. Procedure for Appointment
A written application for membership is to be submitted to the secretary. The application must be sponsored and signed by a member in good standing. The applicant is to be interviewed by the Credentials Committee which is to report back to the Executive Committee at the next business meeting.
No vote will be taken on an unfavorable recommendation by the Credentials Committee, and the application will be automatically rejected. The Executive Committee votes on a favorable recommendation, and a two third majority is required for favorable action.
Section IV. Loss of Membership
A member may resign in writing through a letter to the president of the society. The unused portion of the yearly membership fee is not refundable.
2. Leave of Absence.
A member may be granted a leave of absence for compelling reasons (prolonged illness, job transfer, military duty, etc.) for a period of one year, during which time he/she is relieved from payment of dues.
3. Failure to Pay Dues.
(see "Membership, Section V")
4. Improper Conduct.
Improper conduct is defined as conduct which is contrary to the guidelines and goals of the society as outlined in the bylaws. Any complaint against a member must be submitted to the president in writing. The president shall appoint a jury of five, three officers and two members, to sit at a hearing of the complaint. The plaintiff and defendant must appear at the hearing. The defendant has a right to defend himself or be represented by another member. The recommendation of the jury is binding on both parties.
Section V. Fees and Dues
1. The membership application fee is $3.00 for a single or joint application by husband and wife. The fee is refundable in case of rejection of membership.
2. Annual membership dues for regular members are as follows:
$12.00 per single member
$18.00 per married couple
3. Honorary members are exempt from dues.
4. Membership fees fall due at the beginning of the calendar year. Failure to pay dues within six months results in automatic loss of membership.
D. OFFICERS AND COMMITTEES
Section I. Officers
The officers of the society shall be the President, Vice-President, Secretary, Treasurer, and two Trustees. All officers except the trustees are elected for a one year term at the December general membership meeting. Trustees are elected for two year terms, alternating. The newly elected officers shall take office at the first meeting of the new calendar year, when the retiring officers shall turn over the effects of the society to the new officers.
Section II. Duties of Officers
The president is the official representative of the society.
He/she is the chairman of the Executive Committee and chairs general membership and special meetings.
He/she may call special meetings.
He/she has no voting rights during meetings, except in case of a tie vote.
He/she shall appoint all committees including chairmen.
He/she decides on points of order during meetings.
He/she must sign all membership applications and official documents pertaining to the society.
He/she may at any time inspect the books and other documents of the society.
He/she is a member of each committee without the right to vote.
He/she may appoint members to perform special functions or duties, as needed.
It is his/her duty to see that all resolutions are acted upon, and that the bylaws are justly enforced.
The Vice-President in the absence of the President shall assume all his/her duties and shall have all his/her authority. He/she shall also be expected to perform such duties as may be assigned to him/her by the president.
The Secretary shall keep accurate and complete minutes of all meetings at which the President presides.
He/she keeps a current membership list.
He/she collects all fees, dues, and other monies, records receipt of the same, and turns monies over to Treasurer.
He/she sends out statements and delinquent notices for payment of dues.
He/she takes care of all correspondence and keeps records of same.
He/she is the keeper of all official documents and the seal of the society.
The Treasurer receives all monies collected and pays all bills due, after approval by the Executive Committee.
He/she is fully accountable for all funds entrusted to him/her.
He/she shall keep a complete written record of income, expenses, and investments of the society, and shall be the keeper of documents thereof.
He/she shall give a complete financial report at the biannual general membership meetings.
The Trustees shall manage the property and effects of the society and they shall see that necessary maintenance and repairs are carried out.
They shall supervise the investing of all monies according to the decision of the society.
They shall audit the Treasurer's books yearly and submit a report at the last annual membership meeting.
They shall check all bills for accuracy.
6. All checks are to be signed by two officers. The officers shall be so authorized by the Executive Committee at the previous business meeting.
Section III. Privileges of Officers
1. Officers may act on their own initiative in case of emergency to safeguard the interests and property of the society. Such action must be reported at the next business meeting.
2. Officers may authorize necessary purchases of supplies up to an amount of $20.00. Larger amounts must be voted upon at a business meeting.
3. The Executive Committee may hire a business manager who will be directly responsible to this body.
4. The Executive Committee may initiate necessary expenditures for repairs in case of emergency. Improvements or alternations must be voted on at regular or special membership meetings.
Section IV. Committees
Committees shall be Standing and Special.
1. Executive Committee
The Executive Committee shall consist of the officers of the society, and of the chairman of each standing committee.
2. Entertainment Committee
The Entertainment Committee shall consist of at least three members. The committee is responsible for planning all social activities of the society and necessary publicity, including the monthly newsletter. It shall report its recommendations to the Executive Committee.
3. Credentials Committee
The Credentials Committee shall consist of no less than three members. It is responsible for the establishment of proper credentials for membership applicants. Its recommendations are to be submitted to the Executive Committee.
Special Committees may be appointed by the president as needed. A Nominating Committee is appointed before the year-end general membership meeting and is to make its report on nominations of officers at the general membership meeting.
I. GENERAL RULES
1. The Executive Committee shall meet on a monthly basis to conduct the business and other affairs of the organization. The meeting is open to all members.
2. The General Membership Meeting is held semi-annually (June and December). The officers of the society shall report on the activities and status of the society. Annual elections of officers will be conducted at the December meeting by secret ballot.
3. Committee meetings are to be called by the chairman of each committee. Reports of meetings are to be submitted to the Executive Committee by each chairman.
4. Sections may hold their meetings at the society hall, after consultation with the Executive Committee and the Business Manager.
At committee meetings a simple majority of members shall constitute a quorum. At the general membership meetings, a minimum of eight members shall constitute a quorum. At a meeting for the purpose of amendments or revision of bylaws fifteen members shall constitute a quorum.
6. All issues are decided by simple majority vote. (Exception: see "Membership, Section III").
II. Conduct of Meetings
The President shall call the meeting to order, and the meeting shall be conducted in the following manner:
Reading of minutes of the previous meeting. The minutes will be declared accepted if there are no objections or corrections.
Payment of Dues.
Election of candidates for membership.
New applications for membership.
Reading of correspondence.
Reading of bills for payment.
Reports of Officers and Committees.
Discussion and reports for the welfare of the society.
In case of question the conduct of meetings shall follow the parliamentary rules and regulations as outlines in "Robert's Rules of Order."
F. DISSOLUTION OF THE SOCIETY.
The society (Corporation) will be considered dissolved when the membership decreases to five members in good standing. Dissolution procedures to be followed are outlined in the ARTICLES OF INCORPORATION of the society.
These bylaws were revised, amended, and properly adopted on the 29th day of April, 1976, and shall nullify and supersede any previously adopted bylaws.